2006 Code of Virginia § 13.1-804 - Filing requirements

13.1-804. Filing requirements.

A. A document shall satisfy the requirements of this section, and of anyother section that adds to or varies these requirements, to be entitled to befiled with the Commission.

B. The document shall be one that this chapter requires or permits to befiled with the Commission.

C. The document shall contain the information required by this chapter. Itmay contain other information as well.

D. The document shall be typewritten or printed. The typewritten or printedportion shall be in black. Photocopies, or other reproduced copies, oftypewritten or printed documents may be filed. In every case, information inthe document shall be legible and the document shall be capable of beingreformatted and reproduced in copies of archival quality.

E. The document shall be in the English language. A corporate name need notbe in English if written in English letters or Arabic or Roman numerals. Thearticles of incorporation, duly authenticated by the official having custodyof corporate records in the state or country under whose law the corporationis incorporated, which are required of foreign corporations need not be inEnglish if accompanied by a reasonably authenticated English translation.

F. The document shall be executed in the name of the corporation:

1. By the chairman or any vice-chairman of the board of directors, or thepresident, or any other of its officers authorized to act on behalf of thecorporation;

2. If directors have not been selected or the corporation has not beenformed, by an incorporator; or

3. If the corporation is in the hands of a receiver, trustee, or othercourt-appointed fiduciary, by that fiduciary.

G. Any annual report required to be filed by 13.1-936 shall be executed inthe name of the corporation by an officer or director listed in the report.

H. The person executing the document shall sign it and state beneath oropposite his signature his name and the capacity in which he signs. Anysignature may be a facsimile. The document may but need not contain:

1. The corporate seal;

2. An attestation by the secretary or an assistant secretary;

3. An acknowledgment, verification, or proof.

I. If, pursuant to any provision of this chapter, the Commission hasprescribed a mandatory form for the document, the document shall be in or onthe prescribed form.

J. The document shall be delivered to the Commission for filing and shall beaccompanied by the required filing fee, and any charter or entrance fee orregistration fee required by this chapter or by 13.1-936.1.

K. The Commission may accept the electronic filing of any informationrequired or permitted to be filed by this chapter and may prescribe themethods of execution, recording, reproduction and certification ofelectronically filed information pursuant to 59.1-496.

(1985, c. 522; 1986, c. 231; 1995, c. 70; 2000, c. 995.)